UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number

811-4430

 

 

 

Dreyfus 100% U.S. Treasury Money Market Fund

 

 

(Exact name of Registrant as specified in charter)

 

 

 

 

 

 

c/o The Dreyfus Corporation

200 Park Avenue

New York, New York 10166

 

 

(Address of principal executive offices) (Zip code)

 

 

 

 

 

John Pak, Esq.

200 Park Avenue

New York, New York 10166

 

 

(Name and address of agent for service)

 

 

Registrant's telephone number, including area code:

(212) 922-6000

 

 

Date of fiscal year end:

 

12/31

 

Date of reporting period:

6/30/13

 

             

 

 

 


 

 

 

FORM N-CSR

Item 1.       Reports to Stockholders.

                       

 

 


 




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The views expressed in this report reflect those of the portfolio manager only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views.These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.




 

Contents

 

THE FUND

2      

A Letter from the President

3      

Discussion of Fund Performance

6      

Understanding Your Fund’s Expenses

6      

Comparing Your Fund’s Expenses With Those of Other Funds

7      

Statement of Investments

8      

Statement of Assets and Liabilities

9      

Statement of Operations

10      

Statement of Changes in Net Assets

11      

Financial Highlights

12      

Notes to Financial Statements

18      

Information About the Renewal of the Fund’s Management Agreement

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus 100% U.S. Treasury
Money Market Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this semiannual report for Dreyfus 100% U.S. Treasury Money Market Fund, covering the six-month period from January 1, 2013, through June 30, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

After more than 30 years of declining interest rates, it appears that the secular down-trend may be over. Improvements in U.S. housing and labor markets so far in 2013 prompted the Federal Reserve Board (the “Fed”) to signal its intent to back away from its quantitative easing program later this year, a development that sparked heightened bond market volatility and rising bond yields during the second quarter.

These developments suggest to us that a new phase of the economic cycle is about to begin.The U.S. economic recovery appears poised to accelerate later this year in advance of a multi-year expansion. Stronger economic growth and the Fed’s widely anticipated shift to a more moderately stimulative monetary policy stance are likely to presage a gradual, upward drift in longer term interest rates as the relationship between rates and economic conditions normalizes. However, a tapering off of quantitative easing does not necessarily herald imminent increases in short-term interest rates, and we continue to expect any short-term interest-rate hikes to be postponed until 2015.As always, we urge you to discuss our observations with your financial adviser.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
July 15, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of January 1, 2013, through June 30, 2013, as provided by Bernard W. Kiernan, Jr., Senior Portfolio Manager

Fund and Market Performance Overview

For the six-month period ended June 30, 2013, Dreyfus 100% U.S.Treasury Money Market Fund produced an annualized yield of 0.00%.Taking into account the effects of compounding, the fund provided an annualized effective yield of 0.00% for the same period. 1

Yields of money market instruments remained near zero percent over the first half of 2013, as short-term interest rates were unchanged despite rising long-term interest rates amid evidence of more robust economic growth.

The Fund’s Investment Approach

The fund seeks as high a level of current income as is consistent with the preservation of capital and the maintenance of liquidity.To pursue this goal, the fund invests only in U.S. Treasury securities. As a money market fund, it is subject to strict federal requirements.The maximum weighted average portfolio maturity is 60 days, and the maximum weighted average life to maturity of the fund’s portfolio is 120 days.

Gradual U.S. Economic Recovery Continued

The reporting period began in the wake of improving economic sentiment after the Federal Reserve Board (the “Fed”) extended its commitment to historically low short-term interest rates through mid-2015. In addition, the Fed had embarked on a third round of quantitative easing involving monthly purchases of $40 billion of mortgage-backed securities over an indefinite period.

At the start of 2013, the unemployment rate stood at 7.8% and investors were encouraged when Congress enacted last-minute legislation to avoid the bulk of automatic spending cuts and tax hikes scheduled for the start of the year. Other economic indicators also proved encouraging, including improvements in personal consumption, durable goods purchases, and housing market activity.

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

Data from January 2013 portrayed a continuation of a gradual economic recovery as the economy added 157,000 jobs, but the unemployment rate inched upwards to 7.9%. Matters improved in February, when the unemployment rate fell to 7.7% and 236,000 new jobs were created. Employment gains were particularly strong in the professional and business services, construction, and health care industries. In addition, manufacturing activity increased in February for the third consecutive month, and retail sales posted significant gains. Just 88,000 new jobs were added in March, but the unemployment rate edged lower to 7.6%. However, reduced government spending dampened GDP growth, and the U.S. economy achieved only a mild 1.8% annualized growth rate during the first quarter of the year.

The sluggish economic recovery appeared to continue in April, when the private sector added 176,000 jobs and the unemployment rate fell to a multi-year low of 7.5% as some discouraged workers left the workforce.Yet, the service and manufacturing sectors continued to expand. Economic sentiment appeared to change dramatically in May after remarks by Fed Chairman Ben Bernanke were widely interpreted as a signal that the Fed would begin to curtail its ongoing, open-ended quantitative easing program sooner than many analysts had expected. However, investors’ expectations of a less accommodative monetary policy seemed to be at odds with disappointing economic data released during the month, including a decline in U.S. manufacturing activity, an increase in the unemployment rate to 7.6%, and subdued inflation. Equity investors nonetheless signaled optimism about the future as several broad indices of stock market performance reached new record highs in May.

June saw heightened investor uncertainty in the wake of the Fed’s relatively hawkish comments regarding its quantitative easing program. Consequently, stock prices retreated from their earlier highs, while intermediate- and long-term interest rates climbed significantly. In contrast, the U.S. economy provided generally positive signals in June, including relatively robust increases in home and automobile sales, expansions of the manufacturing and service sectors, and the creation of 188,000 jobs with no change in the unemployment rate.

4



No Changes Expected for Short-Term Rates

Despite this evidence of a recovering U.S. economy, short-term interest rates and yields of short-term U.S.Treasury obligations remained near zero percent throughout the reporting period, and yield differences along the short-term maturity spectrum stayed relatively narrow.Therefore, as we have for some time, we maintained the fund’s weighted average maturity in a position we considered to be roughly in line with market averages.

Although the Fed has confirmed that it is likely to begin curtailing its quantitative easing program later this year if current economic trends persist, we have seen no evidence that monetary policymakers are prepared to raise short-term interest rates anytime soon. Consequently, we intend to keep the fund’s focus on quality and liquidity.

July 15, 2013

An investment in the fund is not insured or guaranteed by the FDIC or any other government agency. Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund.

A security backed by the U.S.Treasury or the full faith and credit of the United States is guaranteed only as to the timely payment of interest and principal when held to maturity, but the market prices for such securities are not guaranteed and will fluctuate.

1 Effective yield is based upon dividends declared daily and reinvested monthly. Past performance is no guarantee of  
future results.Yields fluctuate.Yields provided for the fund reflect the absorption of certain fund expenses by The  
Dreyfus Corporation pursuant to an undertaking in effect that may be extended, terminated or modified at any time.  
Had these expenses not been absorbed, fund yields would have been lower, and in some cases, 7-day yields during the  
reporting period would have been negative absent the expense absorption.  

 

The Fund 5



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus 100% U.S.Treasury Money Market Fund from January 1, 2013 to June 30, 2013. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended June 30, 2013

Expenses paid per $1,000   $   .35  
Ending value (after expenses)   $   1,000.00  

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds.All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended June 30, 2013

Expenses paid per $1,000   $   .35  
Ending value (after expenses)   $   1,024.45  

 

† Expenses are equal to the fund’s annualized expense ratio of .07%, multiplied by the average account value over the  
period, multiplied by 181/365 (to reflect the one-half year period).  

 

6



STATEMENT OF INVESTMENTS

June 30, 2013 (Unaudited)

  Annualized        
  Yield on        
  Date of   Principal    
U.S. Treasury Bills—86.5%   Purchase (%)   Amount ($)   Value ($)  
7/5/13   0.03   117,000,000   116,999,610  
7/25/13   0.03   260,000,000   259,994,800  
8/8/13   0.05   5,000,000   4,999,736  
8/15/13   0.03   25,000,000   24,999,219  
8/22/13   0.10   7,000,000   6,999,039  
9/12/13   0.11   20,000,000   19,995,539  
9/19/13   0.11   52,000,000   51,987,867  
10/3/13   0.09   50,000,000   49,988,250  
10/17/13   0.06   2,000,000   1,999,640  
Total U.S. Treasury Bills          
(cost $537,963,700)         537,963,700  
 
U.S. Treasury Notes—13.5%          
7/31/13   0.04   4,000,000   4,001,110  
7/31/13   0.12   7,000,000   7,018,878  
8/31/13   0.03   28,000,000   28,004,375  
9/30/13   0.07   25,000,000   25,003,653  
11/30/13   0.14   10,000,000   10,077,290  
1/15/14   0.17   10,000,000   10,045,382  
Total U.S. Treasury Notes          
(cost $84,150,688)         84,150,688  
Total Investments (cost $622,114,388)     100.0 %   622,114,388  
Cash and Receivables (Net)     .0 %   129,760  
Net Assets     100.0 %   622,244,148  

 

Portfolio Summary (Unaudited)      
  Value (%)     Value (%)  
U.S. Treasury Bills   86.5   U.S. Treasury Notes   13.5  
      100.0  
† Based on net assets.        
See notes to financial statements.        

 

The Fund 7



STATEMENT OF ASSETS AND LIABILITIES

June 30, 2013 (Unaudited)

  Cost   Value  
Assets ($):      
Investments in securities—See Statement of Investments   622,114,388   622,114,388  
Cash     497,402  
Receivable for investment securities sold     28,000,000  
Interest receivable     284,746  
Prepaid expenses     39,943  
    650,936,479  
Liabilities ($):      
Due to The Dreyfus Corporation and affiliates—Note 2(b)     31,217  
Payable for investment securities purchased     28,016,073  
Payable for shares of Beneficial Interest redeemed     556,348  
Accrued expenses     88,693  
    28,692,331  
Net Assets ($)     622,244,148  
Composition of Net Assets ($):      
Paid-in capital     622,230,196  
Accumulated net realized gain (loss) on investments     13,952  
Net Assets ($)     622,244,148  
Shares Outstanding      
(unlimited number of $.001 par value shares of Beneficial Interest authorized)   621,944,311  
Net Asset Value, offering and redemption price per share ($)     1.00  
 
See notes to financial statements.      

 

8



STATEMENT OF OPERATIONS

Six Months Ended June 30, 2013 (Unaudited)

Investment Income ($):      
Interest Income   301,225  
Expenses:      
Management fee—Note 2(a)   2,114,810  
Shareholder servicing costs—Note 2(b)   293,456  
Trustees’ fees and expenses—Note 2(c)   39,635  
Professional fees   38,408  
Custodian fees—Note 2(b)   31,653  
Prospectus and shareholders’ reports   28,382  
Registration fees   22,693  
Miscellaneous   14,107  
Total Expenses   2,583,144  
Less—reduction in expenses due to undertaking—Note 2(a)   (2,281,418 )  
Less—reduction in fees due to earnings credits—Note 2(b)   (543 )  
Net Expenses   301,183  
Investment Income—Net   42  
Net Realized Gain (Loss) on Investments—Note 1(b) ($)   11,785  
Net Increase in Net Assets Resulting from Operations   11,827  
See notes to financial statements.      

 

The Fund 9



STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  June 30, 2013   Year Ended  
  (Unaudited)   December 31, 2012  
Operations ($):          
Investment income—net   42   217  
Net realized gain (loss) on investments   11,785   2,167  
Net Increase (Decrease) in Net Assets          
Resulting from Operations   11,827   2,384  
Dividends to Shareholders from ($):          
Investment income—net   (42 )   (508 )  
Beneficial Interest Transactions ($1.00 per share):          
Net proceeds from shares sold   459,885,431   1,711,087,656  
Dividends reinvested   42   504  
Cost of shares redeemed   (876,397,930 )   (1,847,752,651 )  
Increase (Decrease) in Net Assets from          
    Beneficial Interest Transactions   (416,512,457 )   (136,664,491 )  
Total Increase (Decrease) in Net Assets   (416,500,672 )   (136,662,615 )  
Net Assets ($):          
Beginning of Period   1,038,744,820   1,175,407,435  
End of Period   622,244,148   1,038,744,820  
See notes to financial statements.          

 

10



FINANCIAL HIGHLIGHTS

The following table describes the performance for the fiscal periods indicated. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions.These figures have been derived from the fund’s financial statements.

Six Months Ended                      
June 30, 2013       Year Ended December 31,      
  (Unaudited)   2012   2011   2010   2009   2008  
Per Share Data ($):                          
Net asset value,                          
beginning of period   1.00   1.00   1.00   1.00   1.00   1.00  
Investment Operations:                          
Investment income—net   .000 a   .000 a   .000 a   .000 a   .000 a   .014  
Distributions:                          
Dividends from                          
investment income—net   (.000) a   (.000 ) a   (.000 ) a   (.000 ) a   (.000 ) a   (.014 )  
Net asset value,                          
end of period   1.00   1.00   1.00   1.00   1.00   1.00  
Total Return (%)   .00 b,c   .00 b   .00 b   .00 b   .02   1.37  
Ratios/Supplemental                          
Data (%):                          
Ratio of total expenses                          
to average net assets   .61 c   .60   .62   .60   .60   .59  
Ratio of net expenses                          
to average net assets   .07 c   .08   .08   .14   .36   .58  
Ratio of net investment                          
income to average                          
net assets   .00 b,c   .00 b   .00 b   .00 b   .02   1.00  
Net Assets,                          
end of period                          
($ x 1,000)   622,244   1,038,745   1,175,407   1,042,966   1,230,392   2,264,240  

 

a   Amount represents less than $.001 per share.  
b   Amount represents less than .01%.  
c   Annualized.  

 

See notes to financial statements.

The Fund 11



NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus 100% U.S.Treasury Money Market Fund (the “fund”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified open-end management investment company. The fund’s investment objective is to seek as high a level of current income as is consistent with the preservation of capital and the maintenance of liquidity. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment advisor. MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares, which are sold to the public without a sales charge.

It is the fund’s policy to maintain a continuous net asset value per share of $1.00; the fund has adopted certain investment, portfolio valuation and dividend and distribution policies to enable it to do so.There is no assurance, however, that the fund will be able to maintain a stable net asset value per share of $1.00.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions.Actual results could differ from those estimates.

The fund enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown.The fund does not anticipate recognizing any loss related to these arrangements.

12



(a) Portfolio valuation: Investments in securities are valued at amortized cost in accordance with Rule 2a-7 under the Act. If amortized cost is determined not to approximate market value, the fair value of the portfolio securities will be determined by procedures established by and under the general supervision of the fund’s Board of Trustees (the “Board”).

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value.This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements.These inputs are summarized in the three broad levels listed below:

Level 1 —unadjusted quoted prices in active markets for identical investments.

Level 2 —other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3 —significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The Fund 13



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, money market securities are valued using amortized cost, in accordance with rules under the Act. Generally, amortized cost approximates the current fair value of a security, but since the value is not obtained from a quoted price in an active market, such securities are reflected within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of June 30, 2013 in valuing the fund’s investments:

  Short-Term  
Valuation Inputs   Investments ($)  
Level 1—Unadjusted Quoted Prices    
Level 2—Other Significant Observable Inputs   622,114,388  
Level 3—Significant Unobservable Inputs    
Total   622,114,388  
† See Statement of Investments for additional detailed categorizations.    

 

At June 30, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Interest income, adjusted for accretion of discount and amortization of premium on investments, is earned from settlement date and is recognized on the accrual basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Cost of investments represents amortized cost.

(c) Dividends to shareholders: It is the policy of the fund to declare dividends daily from investment income-net. Such dividends are paid monthly. Dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”).To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains.

14



(d) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended June 30, 2013, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended December 31, 2012 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2012 was all ordinary income. The tax character of current year distributions will be determined at the end of the current fiscal year.

At June 30, 2013, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (See the Statement of Investments).

NOTE 2—Management Fee and Other Transactions With Affiliates:

(a) Pursuant to a management agreement with the Manager, the management fee is computed at the annual rate of .50% of the value of the fund’s average daily net assets and is payable monthly.

The Manager has undertaken to waive receipt of the management fee and/or reimburse operating expenses in order to facilitate a daily yield at or above a certain level which may change from time to time.This undertaking is voluntary and not contractual, and may be terminated

The Fund 15



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

at any time.The reduction in expenses, pursuant to the undertaking, amounted to $2,281,418 during the period ended June 30, 2013.

(b) Under the Shareholder Services Plan, the fund reimburses the Distributor an amount not to exceed an annual rate of .25% of the value of the fund’s average daily net assets for certain allocated expenses of providing personal services and/or maintaining shareholder accounts. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. During the period ended June 30, 2013, the fund was charged $199,909 pursuant to the Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits as an expense offset in the Statement of Operations.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended June 30, 2013, the fund was charged $76,312 for transfer agency services and $2,956 for cash management services. Cash management fees were partially offset by earnings credits of $423.These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, under a custody agreement for providing custodial services for the fund. During the period ended June 30, 2013, the fund was charged $31,653 pursuant to the custody agreement.These fees were partially offset by earnings credits of $118.

16



The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions.The Bank of New York Mellon also provides shareholder redemption draft processing services. During the period ended June 30, 2013, the fund was charged $1,669 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations. These fees were partially offset by earnings credits of $2.

During the period ended June 30, 2013, the fund was charged $4,630 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $257,085, Shareholder Services Plan fees $29,000, custodian fees $15,852, Chief Compliance Officer fees $4,630 and transfer agency fees $23,449, which are offset against an expense reimbursement currently in effect in the amount of $298,799.

(c) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

The Fund 17



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Trustees held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.

18



Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds. The Board discussed the results of the comparisons and noted that the fund’s total return performance was above, at or below the Performance Group and Performance Universe medians for the various periods, including periods in the first and fourth quartile of the Performance Group and Performance Universe. Dreyfus representatives noted the narrow spreads of the performance results of the funds in the Performance Group, with just one basis point separating the fund’s performance from the median when the fund’s performance was below the Performance Group median.

The Board also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons. The Board noted that the fund’s contractual management fee was above the Expense Group median, the fund’s actual management fee was below

The Fund 19



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

the Expense Group and Expense Universe medians and the fund’s total expense ratio was approximately at the Expense Group and Expense Universe medians.

Dreyfus representatives noted that Dreyfus has undertaken to limit the fund’s expenses to maintain the minimum yield floor limit of 0.00%.

Dreyfus representatives reviewed with the Board the management or investment advisory fees paid by funds advised or administered by Dreyfus that are in the same Lipper category as the fund (the “Similar Clients”), and explained the nature of the Similar Clients. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness and reasonableness of the fund’s management fee.

Analysis of Profitability and Economies of Scale. Dreyfus representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to Dreyfus of managing the funds in the Dreyfus fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not unreasonable, given the services rendered and service levels provided by Dreyfus. The Board also noted the fee waiver and expense reimbursement arrangement and its effect on Dreyfus’ prof-itability.The Board also had been provided with information prepared by an independent consulting firm regarding Dreyfus’ approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex.The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board’s counsel stated that the Board should consider the profitability analysis (1)as part of the evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund and

20



the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Dreyfus representatives noted that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that Dreyfus may have realized any economies of scale would be less. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted that there were no soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

  • The Board concluded that the nature, extent and quality of the services provided by Dreyfus are adequate and appropriate.

  • The Board generally was satisfied with the fund’s relative performance.

  • The Board concluded that the fee paid to Dreyfus was reasonable in light of the considerations described above.

  • The Board determined that the economies of scale which may accrue to Dreyfus and its affiliates in connection with the management of the fund had been adequately considered by Dreyfus in connection with the fee rate charged to the fund pursuant to the Agreement and that, to the extent in the future it were determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

The Fund 21



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

In evaluating the Agreement, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates, of the fund and the services provided to the fund by Dreyfus.The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreement, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, it should be noted that the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of prior or similar agreements during which lengthy discussions took place between the Board and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years.The Board determined that renewal of the Agreement was in the best interests of the fund and its shareholders.

22





NOTES






 

Item 2.       Code of Ethics.

                  Not applicable.

Item 3.       Audit Committee Financial Expert.

                  Not applicable.

Item 4.       Principal Accountant Fees and Services.

                  Not applicable.

Item 5.       Audit Committee of Listed Registrants.

                  Not applicable.

Item 6.       Investments.

(a)              Not applicable.

Item 7.       Disclosure of Proxy Voting Policies and Procedures for Closed-End Management      Investment Companies.

                  Not applicable.

Item 8.       Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9.       Purchases of Equity Securities by Closed-End Management Investment Companies and         Affiliated Purchasers.

                  Not applicable.  [CLOSED END FUNDS ONLY]

Item 10.     Submission of Matters to a Vote of Security Holders.

                  There have been no material changes to the procedures applicable to Item 10.

Item 11.     Controls and Procedures.

(a)        The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b)        There were no changes to the Registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

 

 


 

 

Item 12.     Exhibits.

(a)(1)   Not applicable.

(a)(2)   Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3)   Not applicable.

(b)        Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

 

 


 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dreyfus 100% U.S. Treasury Money Market Fund

By: /s/ Bradley J. Skapyak

Bradley J. Skapyak,

President

 

Date:

August 20, 2013

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By: /s/ Bradley J. Skapyak

Bradley J. Skapyak,

President

 

Date:

August 20, 2013

 

By: /s/ James Windels

James Windels,

Treasurer

 

Date:

August 20, 2013

 

 

 

 


 

 

EXHIBIT INDEX

(a)(2)   Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.  (EX-99.CERT)

(b)        Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.  (EX-99.906CERT)

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